Avis Budget Group, Inc. Sample Contracts

Avis Budget Group, Inc.Avis Budget Group, Inc. Offering of up to 10,000,000 Shares of Common Stock, Par Value $0.01 Per Share EQUITY DISTRIBUTION AGREEMENT (February 17th, 2021)
Avis Budget Group, Inc.SEPARATION AGREEMENT (February 17th, 2021)

This Separation Agreement (the “Agreement”) is by and between Michael K. Tucker (the “Executive”) and Avis Budget Group, Inc., a Delaware Corporation (the “Company”).

Avis Budget Group, Inc.September 28, 2020 (October 30th, 2020)

Reference is made to the Separation Agreement between Avis Budget Group, Inc. (the “Company”) and you dated August 12, 2020 (the “Separation Agreement”). Unless otherwise changed herein, all terms and provisions of the Separation Agreement, including the definitions used therein, shall remain in full force and effect. The parties agree to amend the Separation Agreement as follows:

Avis Budget Group, Inc.AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Series 2020-2 Agent SERIES 2020-2 SUPPLEMENT dated as of August 12, 2020 to SECOND AMENDED AND RESTATED BASE INDENTURE dated as of ... (August 14th, 2020)

SERIES 2020-2 SUPPLEMENT, dated as of August 12, 2020 (this “Supplement”), among AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“ABRCF”), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York), a limited purpose national banking association with trust powers, as trustee (in such capacity, and together with its successors in trust thereunder as provided in the Base Indenture referred to below, the “Trustee”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York), as agent (in such capacity, the “Series 2020-2 Agent”) for the benefit of the Series 2020-2 Noteholders, to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between ABRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”).

Avis Budget Group, Inc.SEPARATION AGREEMENT (August 13th, 2020)

This Separation Agreement (the “Agreement”) is by and between John F. North, III (the “Executive”) and Avis Budget Group, Inc., a Delaware Corporation (the “Company”).

Avis Budget Group, Inc.AMENDMENT TO THIRD AMENDED AND RESTATED COOPERATION AGREEMENT (August 13th, 2020)

This Amendment to the Third Amended and Restated Cooperation Agreement, dated as of August 12, 2020 (this “Amendment”), is by and among Avis Budget Group, Inc. (the “Company”) and the entities set forth on Schedule A hereto (together with their Affiliates, “SRS”).

Avis Budget Group, Inc.FIRST SUPPLEMENTAL INDENTURE Dated as of August 6, 2020 Among AVIS BUDGET CAR RENTAL, LLC and AVIS BUDGET FINANCE, INC., as Issuers the Guarantors party hereto and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee (August 10th, 2020)

FIRST SUPPLEMENTAL INDENTURE, dated as of August 6, 2020 (this “Supplemental Indenture”), among AVIS BUDGET CAR RENTAL, LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”), and AVIS BUDGET FINANCE, INC., a corporation organized under the laws of the State of Delaware (together with the Company, the “Issuers”), the guarantors party hereto (the “Guarantors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee under the Indenture referred to below (the “Trustee”).

Avis Budget Group, Inc.AMENDMENT NO. 1 TO RIGHTS AGREEMENT (May 21st, 2020)

Amendment No. 1, dated as of May 20, 2020 (this “Amendment”), to Rights Agreement, dated as of January 27, 2020 (the “Rights Agreement”), between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation (the “Rights Agent”).

Avis Budget Group, Inc.AVIS BUDGET CAR RENTAL LLC and AVIS BUDGET FINANCE, INC., as Issuers, the GUARANTORS from time to time parties hereto AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Notes Collateral Agent 10.500% Senior Secured Notes due 2025 INDENTURE Dated as ... (May 12th, 2020)

INDENTURE dated as of May 12, 2020 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among AVIS BUDGET CAR RENTAL, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company”), and AVIS BUDGET FINANCE, INC., a corporation organized under the laws of the State of Delaware (the “Co-Issuer” and, together with the Company, the “Issuers”), the guarantors party hereto (the “Guarantors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as notes collateral agent (in such capacity, the “Notes Collateral Agent”).

Avis Budget Group, Inc.SECOND AMENDMENT Dated as of April 27, 2020 to the FIFTH AMENDED AND RESTATED CREDIT AGREEMENT among AVIS BUDGET HOLDINGS, LLC, AVIS BUDGET CAR RENTAL, LLC, as Borrower, AVIS BUDGET GROUP, INC., The Subsidiary Borrowers from Time to Time Parties Hereto, ... (April 27th, 2020)

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 13, 2018, among AVIS BUDGET HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), AVIS BUDGET CAR RENTAL, LLC, a Delaware limited liability company (the “Borrower”), AVIS BUDGET GROUP, INC., a Delaware corporation, the Subsidiary Borrowers (as defined herein) from time to time parties hereto, the several banks and other financial institutions or entities from time to time parties hereto (the “Lenders”), DEUTSCHE BANK SECURITIES INC., as syndication agent (in such capacity, the “Syndication Agent”), CITIBANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC and CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as co-documentation agents (in such capacity, the “Co-Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

Avis Budget Group, Inc.THIRD AMENDED AND RESTATED COOPERATION AGREEMENT (February 24th, 2020)

This Third Amended and Restated Cooperation Agreement, dated as of February 23, 2020 (this “Agreement”), is by and among Avis Budget Group, Inc. (the “Company”) and the entities set forth on Schedule A hereto (together with their Affiliates, “SRS”).

Avis Budget Group, Inc.DATED: 22 FEBRUARY 2019 1. AVIS BUDGET SERVICES LIMITED Avis Budget House Park Road Bracknell RG12 2EW the “Company”andPatrick Kenneth Rankin the “Executive” SERVICE AGREEMENT (February 20th, 2020)
Avis Budget Group, Inc.August 15, 2019 Mr. Patrick Kenneth Rankin Dear Keith: Reference is made to your agreement dated February 22, 2019 (the “Agreement”) pursuant to which you are employed by Avis Budget Services Ltd (“ABSL” or the “Company”), a subsidiary of Avis Budget ... (February 20th, 2020)

This letter is to confirm that if your employment is terminated by the Company other than: (i) for “Cause" (as defined below); (ii) in connection with your disability which prevents you or is reasonably expected to prevent you from performing services for the Company for a period of 12 months (your "Disability"); or (iii) your death, you will receive a lump-sum severance payment within 15 days following the Release Date (as defined below) equal to 200% of the sum of: (1) your base salary plus (2) your target annual incentive under the Company’s discretionary management bonus scheme plus (3) your annual car and financial planning allowance. All other programs and benefits would cease on the date of termination of your employment.

Avis Budget Group, Inc.FIRST AMENDMENT Dated as of February 6, 2020 to the FIFTH AMENDED AND RESTATED CREDIT AGREEMENT among AVIS BUDGET HOLDINGS, LLC, AVIS BUDGET CAR RENTAL, LLC, as Borrower, AVIS BUDGET GROUP, INC., The Subsidiary Borrowers from Time to Time Parties Hereto, ... (February 7th, 2020)

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 13, 2018, among AVIS BUDGET HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), AVIS BUDGET CAR RENTAL, LLC, a Delaware limited liability company (the “Borrower”), AVIS BUDGET GROUP, INC., a Delaware corporation, the Subsidiary Borrowers (as defined herein) from time to time parties hereto, the several banks and other financial institutions or entities from time to time parties hereto (the “Lenders”), DEUTSCHE BANK SECURITIES INC., as syndication agent (in such capacity, the “Syndication Agent”), CITIBANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC and CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as co-documentation agents (in such capacity, the “Co-Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

Avis Budget Group, Inc.AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee and Series 2020-1 Agent SERIES 2020-1 SUPPLEMENT dated as of January 29, 2020 to SECOND AMENDED AND RESTATED BASE INDENTURE dated as of ... (January 29th, 2020)

SERIES 2020-1 SUPPLEMENT, dated as of January 29, 2020 (this “Supplement”), among AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“ABRCF”), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York), a limited purpose national banking association with trust powers, as trustee (in such capacity, and together with its successors in trust thereunder as provided in the Base Indenture referred to below, the “Trustee”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York), as agent (in such capacity, the “Series 2020-1 Agent”) for the benefit of the Series 2020-1 Noteholders, to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between ABRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”).

Avis Budget Group, Inc.RIGHTS AGREEMENT Dated as of January 27, 2020 between AVIS BUDGET GROUP, INC. and COMPUTERSHARE INC., as Rights Agent (January 28th, 2020)

This Rights Agreement (this “Agreement”), dated as of January 27, 2020, is between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, as rights agent (the “Rights Agent”).

Avis Budget Group, Inc.September 11, 2019 Martyn Smith (November 1st, 2019)

Reference is made to the letter agreement among Avis Budget Group, Inc. (the “Company”) and Avis Budget Services Limited, and yourself dated February 15, 2019 (the “Letter Agreement”).

Avis Budget Group, Inc.AVIS BUDGET CAR RENTAL LLC and AVIS BUDGET FINANCE, INC., as Issuers, the GUARANTORS from time to time parties hereto AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee 5.75% Senior Notes due 2027 INDENTURE Dated as of July 3, 2019 (August 6th, 2019)

INDENTURE dated as of July 3, 2019 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among AVIS BUDGET CAR RENTAL, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company”), and AVIS BUDGET FINANCE, INC., a corporation organized under the laws of the State of Delaware (the “Co-Issuer” and, together with the Company, the “Issuers”), the guarantors party hereto (the “Guarantors”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee”).

Avis Budget Group, Inc.SEPARATION AND CONSULTING AGREEMENT (May 31st, 2019)

This Separation and Consulting Agreement (the “Agreement”) is by and between Larry D. De Shon (the “Executive”) and Avis Budget Group, Inc., a Delaware Corporation (the “Company”).

Avis Budget Group, Inc.SEPARATION AGREEMENT (March 18th, 2019)

This Separation Agreement (the “Agreement”) is by and between Mark J. Servodidio (the “Executive”) and Avis Budget Group, Inc., a Delaware Corporation (the “Company”).

Avis Budget Group, Inc.as Administrative Agent CERTAIN NON-CONDUIT PURCHASERS, CERTAIN CP CONDUIT PURCHASERS, CERTAIN COMMITTED NOTE PURCHASERS, CERTAIN FUNDING AGENTS, (February 21st, 2019)

AMENDED AND RESTATED SERIES 2015-3 SUPPLEMENT, dated as of August 16, 2018 (this “Supplement”), among AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“ABRCF”), AVIS BUDGET CAR RENTAL, LLC, a limited liability company established under the laws of Delaware (“ABCR”), as administrator (the “Administrator”), JPMORGAN CHASE BANK, N.A. (“JPMorgan Chase”), in its capacity as administrative agent for the Purchaser Groups (the “Administrative Agent”), the NON-CONDUIT PURCHASERS from time to time party hereto, the COMMITTED NOTE PURCHASERS from time to time party hereto, the CP CONDUIT PURCHASER GROUPS from time to time party hereto, the FUNDING AGENTS for the CP Conduit Purchaser Groups from time to time party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (as successor in interest to The Bank of New York), a national banking association, as trustee (in such capacity, the “Trustee”) and as agent for the

Avis Budget Group, Inc.AWARD AGREEMENT – RESTRICTED STOCK UNITS NON-EMPLOYEE DIRECTORS (February 21st, 2019)

Award Agreement (this “Agreement”), dated as of [ ], by and between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and [ ] (the “Grantee”), pursuant to the terms and conditions of the Avis Budget Group, Inc. Amended and Restated Equity and Incentive Plan (the “Plan”).

Avis Budget Group, Inc.Avis Budget Group, Inc. AWARD AGREEMENT – PERFORMANCE-BASED RESTRICTED STOCK UNITS (February 21st, 2019)

Award Agreement (this “Agreement”), dated as of [ ] (the “Date of Grant”), by and between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and [ ] (the “Grantee”), pursuant to the terms and conditions of the Avis Budget Group, Inc. Amended and Restated Equity and Incentive Plan (the “Plan”).

Avis Budget Group, Inc.Avis Budget Group, Inc. AWARD AGREEMENT – RESTRICTED STOCK UNITS (February 21st, 2019)

Award Agreement (this “Agreement”), dated as of [ ], by and between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and [ ] (the “Grantee”), pursuant to the terms and conditions of the Avis Budget Group, Inc. Amended and Restated Equity and Incentive Plan (the “Plan”).

Avis Budget Group, Inc.as Administrative Agent CERTAIN NON-CONDUIT PURCHASERS, CERTAIN CP CONDUIT PURCHASERS, CERTAIN COMMITTED NOTE PURCHASERS, CERTAIN FUNDING AGENTS, (February 21st, 2019)

THIRD AMENDED AND RESTATED SERIES 2010-6 SUPPLEMENT, dated as of August 16, 2018 (this “Supplement”), among AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“ABRCF”), AVIS BUDGET CAR RENTAL, LLC, a limited liability company established under the laws of Delaware (“ABCR”), as administrator (the “Administrator”), JPMORGAN CHASE BANK, N.A. (“JPMorgan Chase”), in its capacity as administrative agent for the Purchaser Groups (the “Administrative Agent”), the NON-CONDUIT PURCHASERS from time to time party hereto, the COMMITTED NOTE PURCHASERS from time to time party hereto, the CP CONDUIT PURCHASER GROUPS from time to time party hereto, the FUNDING AGENTS for the CP Conduit Purchaser Groups from time to time party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (as successor in interest to The Bank of New York), a national banking association, as trustee (in such capacity, the “Trustee”) and as agent fo

Avis Budget Group, Inc.February 15, 2019 (February 19th, 2019)
Avis Budget Group, Inc.4.750% Senior Notes due 2026 INDENTURE Dated as of October 4, 2018 (November 6th, 2018)

INDENTURE dated as of October 4, 2018 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among AVIS BUDGET FINANCE PLC, a company organized under the laws of Jersey, Channel Islands (the “Issuer”), the Guarantors (as defined herein), DEUTSCHE BANK AG, LONDON BRANCH, as paying agent, DEUTSCHE BANK LUXEMBOURG S.A., as registrar, and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee”).

Avis Budget Group, Inc.Dated 30 May 2018 CARFIN FINANCE INTERNATIONAL DAC as the Issuer and FCT NoteholderCREDIT AGRICOLE CORPORATE AND INVESTMENT BANK as Arranger and Transaction AgentDEUTSCHE TRUSTEE COMPANY LIMITED as Issuer Security TrusteeCREDIT AGRICOLE CORPORATE AND ... (June 6th, 2018)
Avis Budget Group, Inc.SEPARATION AND CONSULTING AGREEMENT (May 24th, 2018)

This Separation and Consulting Agreement (the “Agreement”) is by and between Ronald L. Nelson (the “Executive”) and Avis Budget Group, Inc., a Delaware Corporation (the “Company”).

Avis Budget Group, Inc.AMENDMENT NO. 1 TO RIGHTS AGREEMENT (April 16th, 2018)

Amendment No. 1, dated as of April 16, 2018 (this “Amendment”), to the Rights Agreement, dated as of January 14, 2018 (the “Rights Agreement”), between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).

Avis Budget Group, Inc.SECOND AMENDED AND RESTATED COOPERATION AGREEMENT (April 16th, 2018)

This Second Amended and Restated Cooperation Agreement, dated as of April 16, 2018 (this “Agreement”), is by and among Avis Budget Group, Inc. (the “Company”) and the entities set forth on Schedule A hereto (together with their Affiliates, “SRS”).

Avis Budget Group, Inc.AMENDMENT NO. 1 TO RIGHTS AGREEMENT (April 16th, 2018)

Amendment No. 1, dated as of April 16, 2018 (this “Amendment”), to the Rights Agreement, dated as of January 14, 2018 (the “Rights Agreement”), between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).

Avis Budget Group, Inc.FIFTH AMENDED AND RESTATED CREDIT AGREEMENT among AVIS BUDGET HOLDINGS, LLC, (February 16th, 2018)

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of February 13, 2018, among AVIS BUDGET HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), AVIS BUDGET CAR RENTAL, LLC, a Delaware limited liability company (the “Borrower”), AVIS BUDGET GROUP, INC., a Delaware corporation, the Subsidiary Borrowers (as defined herein) from time to time parties hereto, the several banks and other financial institutions or entities from time to time parties hereto (the “Lenders”), DEUTSCHE BANK SECURITIES INC., as syndication agent (in such capacity, the “Syndication Agent”), CITIBANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC and CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as co-documentation agents (in such capacity, the “Co-Documentation Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

Avis Budget Group, Inc.RIGHTS AGREEMENT Dated as of January 14, 2018 between AVIS BUDGET GROUP, INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent (January 16th, 2018)

This Rights Agreement (this “Agreement”), dated as of January 14, 2018, is between Avis Budget Group, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).

Avis Budget Group, Inc.September 29, 2017 Mr. Michael Schmidt Avis Budget Car Rental, LLC Parsippany, NJ 07054 Dear Mr. Schmidt: (November 3rd, 2017)

This letter sets forth the agreement (“Agreement”) between Avis Budget Car Rental, LLC (“ABG”) and General Motors LLC (“GM”) regarding ABG’s purchase of 2018 Model Year GM vehicles from authorized GM dealers under i) the 2018 Model Year Daily Rental VN9 Purchase Program (“The Repurchase Program”), ii) the 2018 MY National Fleet VX7 Risk Purchase Program (“The Risk Program”), and iii) other incentive programs available to ABG and for which it qualifies as outlined below.